Form 4: Pegasystems CPO Sells Shares After RSU Vesting

Pegasystems' Chief Product Officer, Rifat Kerim Akgonul, sold 4,000 shares of common stock in open market transactions following the vesting of Restricted Stock Units.

Summary

• Rifat Kerim Akgonul, Chief Product Officer of Pegasystems Inc. (PEGA), reported changes in beneficial ownership of common stock.
• On September 5, 2025, 2,200 shares were acquired upon the vesting of Restricted Stock Units (RSUs), and 1,064 shares were disposed of to cover tax liabilities at $53.81 per share.
• On September 7, 2025, an additional 2,278 shares were acquired from RSU vesting, with 1,102 shares disposed of for tax liabilities at $55.51 per share.
• On September 8, 2025, Mr. Akgonul sold a total of 4,000 shares in two separate open market transactions: 2,081 shares at a weighted average price of $56.55 and 1,919 shares at a weighted average price of $57.43.
• All sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on November 25, 2024.
• Following these transactions, Mr. Akgonul beneficially owns 70,717 shares of common stock directly.
• He also holds derivative securities in the form of Restricted Stock Units, with 22,012 units and 13,670 units remaining, subject to future vesting schedules.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including RSU vesting and pre-planned sales, which are generally neutral events. There is no indication of positive or negative news for the company itself.

Positives

• Vesting of Restricted Stock Units (RSUs) indicates ongoing compensation and retention of a key executive.
• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, which suggests a systematic approach to managing personal holdings rather than a reaction to new, undisclosed negative information.

Negatives

• The Chief Product Officer sold a total of 4,000 shares of common stock in the open market, which represents a reduction in his direct equity stake.
• A portion of the vested shares (2,166 shares) was disposed of to cover tax liabilities, reducing the net shares retained from vesting.

Future Outlook

The filing does not provide forward-looking statements or guidance beyond the vesting schedules of the remaining Restricted Stock Units.

Management Comments

• Sales were pursuant to a pre-arranged trading plan adopted by Mr. Akgonul on November 25, 2024, under Rule 10b5-1 of the Securities Exchange Act of 1934.
• The individual has provided the Company, and undertakes to provide to the staff of the Security and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.

Industry Context

This Form 4 filing reports routine insider transactions and does not contain information relevant to broader industry trends or competitor analysis.

Stakeholder Impact

• Shareholders: The sale of shares by a key executive, even if pre-planned, slightly reduces management's direct equity alignment with shareholders. However, the overall impact is minimal given the routine nature and the executive's remaining holdings.
• Employees: The vesting of RSUs is a standard component of executive compensation, which can be a positive for employee morale and retention.

Next Steps

• Remaining 75% of 2,200 Restricted Stock Units will vest in equal quarterly amounts over the next 3 years from March 5, 2025.
• Remaining 75% of 2,278 Restricted Stock Units will vest in equal quarterly amounts over the next 3 years from March 7, 2024.

Key Dates

Keywords

Pegasystems, PEGA, Rifat Kerim Akgonul, Chief Product Officer, CPO, Insider Trading, Form 4, Stock Sale, RSU Vesting, 10b5-1 Plan, Beneficial Ownership